[8-K] New ERA Energy & Digital, Inc. Reports Material Event

Rhea-AI Filing Summary

New Era Energy & Digital, Inc. (NUAI) announced that it has furnished an investor presentation to its investor relations website. The presentation is attached as Exhibit 99.1 under Item 7.01 (Regulation FD) of a current report.

The company states the materials are furnished, not filed, which limits their treatment under Section 18 of the Exchange Act and prevents automatic incorporation by reference. The filing also lists Nasdaq symbols for its securities: NUAI (common stock) and NUAIW (warrants).

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the

Securities Exchange Act of 1934

November 4, 2025

Date of Report (Date of earliest event reported)

NEW ERA ENERGY & DIGITAL, INC.

(Exact Name of Registrant as Specified in Charter)

Nevada		001-42433		99-3749880
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

4501 Santa Rosa Dr. Midland, TX		79707
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (432) 695-6997

n/a

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		NUAI		The Nasdaq Stock Market LLC
Warrants		NUAIW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On November 4, 2025, New Era Energy & Digital, Inc. (“New Era”) published its investor presentation to the New Era investor relations website.

Furnished as Exhibit 99.1 hereto and incorporated by reference herein is the investor presentation. The information in this Item 7.01, including Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of New Era under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information of the information contained in this Item 7.01, including Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
99.1		Investor Presentation of New Era Energy & Digital Inc., November 2025
104		Cover Page Interactive Data File (embedded with the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 4, 2025

	NEW ERA ENERGY & DIGITAL, INC.
	By:	/s/ E. Will Gray II
	Name:	E. Will Gray II
	Title:	Chief Executive Officer

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FAQ

What did New Era Energy & Digital (NUAI) disclose in this 8-K?

NUAI furnished an investor presentation to its IR website, included as Exhibit 99.1 under Item 7.01 (Regulation FD).

Is the NUAI investor presentation considered filed with the SEC?

No. The materials are furnished, not filed, and are not subject to Section 18 liabilities or automatic incorporation by reference.

Where can I find the investor presentation for NUAI?

It is attached to the report as Exhibit 99.1 and posted on the company’s investor relations website.

Which securities of NUAI are listed on Nasdaq?

NUAI lists Common Stock (NUAI) and Warrants (NUAIW) on The Nasdaq Stock Market LLC.

What other exhibit was included with NUAI’s report?

The filing includes Exhibit 104, the Inline XBRL cover page interactive data file.